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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): June 25, 2024
Fly-E Group, Inc.
(Exact name of registrant as specified in its charter)
| Delaware | 001-42122 | 92-0981080 | ||
|
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification Number) |
|
136-40 39th Avenue Flushing, New York |
11354 | |
| (Address of Principal Executive Offices) | (Zip Code) |
Registrant’s telephone number, including area code: (929) 410-2770
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol |
Name of each exchange on which registered |
||
| Common stock, $0.01 par value per share | FLYE | The Nasdaq Stock Market LLC |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☒
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01 Other Events.
On June 25, 2024, the underwriters of the initial public offering of Fly-E Group, Inc. (the “Company”) exercised the over-allotment option granted to them by the Company in connection with the Company’s initial public offering completed on June 7, 2024 and purchased an additional 337,500 shares of common stock at the initial public offering price of $4.00 per share, less underwriting discounts and commissions.
In connection with the sale of the additional shares, the Company issued to The Benchmark Company, LLC, the sole bookrunner for the offering, warrants to purchase 16,875 shares of common stock at an initial exercise price equal to $4.00 per share.
On June 27, 2024, the Company issued a press release announcing the sale of the over-allotment shares. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
Item 9.01 Financial Statements and Exhibits.
(d) The following exhibits are being filed herewith:
| Exhibit No. | Description | |
| 99.1 | Press Release issued on June 27, 2024. | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| FLY-E GROUP, INC. | ||
| Date: June 27, 2024 | By: | /s/ Zhou Ou |
| Name: | Zhou Ou | |
| Title: | Chief Executive Officer | |
2
Exhibit 99.1
Fly-E Group, Inc. Announces Full Exercise and Closing of Over-Allotment Option
New York, N.Y., June 27, 2024 (GLOBE NEWSWIRE) -- Fly-E Group, Inc. (Nasdaq: FLYE) (“FLYE” or the “Company”) today announced the underwriter of its initial public offering (the “Offering”) has exercised its over-allotment option in full to purchase an additional 337,500 shares of FLYE’s common stock at the public offering price of US$4.00 per share. After giving effect to the full exercise of the over-allotment option, FLYE sold an aggregate 2,587,500 shares of its common stock for aggregate gross proceeds of US$10.35 million, before deducting underwriter discounts, commissions and other related expenses. FLYE’s shares of common stock began trading on the Nasdaq Capital Market under the symbol “FLYE” on June 6, 2024.
Proceeds from the Offering will be used primarily to cover the purchase of inventory and production costs of FLYE’s vehicles, the expansion of its retail stores, its technology, research and development initiatives, and for general corporate purposes.
The Benchmark Company, LLC (“Benchmark”) was the sole book-running manager for the offering. Hogan Lovells US LLP acted as counsel to FLYE and Lucosky Brookman LLP acted as counsel to Benchmark in connection with the Offering.
A registration statement relating to the shares of common stock of the Company was filed with the U.S. Securities and Exchange Commission and became effective on May 14, 2024. The Offering was made only by means of a prospectus. Copies of the final prospectus may be obtained from The Benchmark Company, LLC, 150 East 58th Street, 17th Floor, New York, NY 10155, by telephone: (212) 312-6700, or by email at prospectus@benchmarkcompany.com.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy the securities of the Company, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Fly-E Group, Inc.
Fly-E Group, Inc. is an electric vehicle company that is principally engaged in designing, installing and selling smart electric motorcycles, electric bikes, electric scooters and related accessories under the brand “Fly E-Bike.” The Company’s commitment is to encourage people to incorporate eco-friendly transportation into their active lifestyles, ultimately contributing towards building a more environmentally friendly future. For more information, please visit the Company’s website: https://investors.flyebike.com.
Forward Looking Statements
This press release contains “forward-looking statements” within the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and the Private Securities Litigation Reform Act of 1995. Forward-looking statements mean statements related to future events, which may impact the Company’s expected future business and financial performance, including those with respect to the Offering. No assurance can be given that the net proceeds of the Offering will be used as indicated. Forward-looking statements are subject to numerous conditions, many of which are beyond the control of the Company, including those set forth in the Risk Factors section of the Company’s registration statement and prospectus for the Offering filed with the SEC. Copies are available on the SEC’s website, www.sec.gov. The Company undertakes no obligation to update these statements for revisions or changes after the date of this release, except as required by law.
For more information, please contact:
Fly-E Group, Inc.
Investor Relations Department
Email: ir@flyebike.com
Ascent Investor Relations LLC
Tina Xiao
Phone: +1-646-932-7242
Email: investors@ascent-ir.com